Dolly Varden Receives Shareholder Approval For Merger With Contango Ore
Press Release
- Dolly Varden shareholders overwhelmingly approve proposed merger of equals with Contango ORE, Inc.
- Dolly Varden sets election deadline for exchangeable share election of March 24, 2026
- Contango stockholders have also approved the merger
Vancouver, BC – March 17, 2026 – Dolly Varden Silver Corporation (“Dolly Varden” or the “Company”) is pleased to announce that the Company’s shareholders have overwhelmingly approved its previously announced merger of equals with Contango ORE., Inc. (“Contango”) at a special meeting of shareholders held earlier today (the “Meeting”).
At the Meeting, Company shareholders approved the acquisition of all the issued and outstanding common shares of Dolly Varden (the “Dolly Varden Shares”) by 1566004 B.C. Ltd, a wholly owned subsidiary of Contango (“Acquireco”), pursuant to a court approved plan of arrangement initially announced on December 8, 2025 (the “Arrangement”). The special resolution approving the Arrangement was approved by 98.78% of the votes cast by Dolly Varden shareholders present in person or represented by proxy at the Meeting.
Under the Arrangement, each Dolly Varden Share will be exchanged for 0.1652 of a share of voting common stock in Contango (each whole share being, a “Contango Share”), or, for Eligible Holders (as such term is defined in the Arrangement Agreement, as defined below) who validly elect, 0.1652 of an exchangeable share in the capital of Acquireco (each whole share being, an “Exchangeable Share”), in each case subject to the terms and conditions of the arrangement agreement dated December 7, 2025, as amended February 11, 2026, between the Company, Contango and Acquireco (the “Arrangement Agreement”). For further information on the Arrangement, please refer to the Company’s management information circular prepared in respect of the Meeting and the Arrangement Agreement which is available under the Company’s profile on SEDAR+ (www.sedarplus.ca).
The Arrangement remains subject to approval of the British Columbia Supreme Court (the “Court”) and the satisfaction of other customary conditions. The Court hearing for the final order to approve the Arrangement is currently scheduled to take place on March 23, 2026, and closing of the Arrangement is expected follow shortly thereafter. Following completion of the Arrangement, the Dolly Varden Shares are expected to be delisted from the TSX-V and the NYSE American. An application is also expected to be made for the Company to cease to be a reporting issuer in the applicable jurisdictions of Canada upon closing of the Arrangement.
The Company is also pleased to announce that Contango stockholders also provided their approval of the Arrangement and certain related matters at a special meeting of Contango stockholders that was held today.
Exchangeable Shares Election Deadline
If you are a registered shareholder who is an Eligible Holder (or holding Dolly Varden Shares on behalf of an Eligible Holder) and you wish to receive Exchangeable Shares as the form of consideration for all or part of your Dolly Varden Shares, you will need to complete and deposit the Letter of Transmittal and Election Form that was mailed to you together with the other Meeting materials by Tuesday, March 24, 2026 (the “Election Deadline”). A copy of the Letter of Transmittal and Election Form is also available under the Company’s profile on SEDAR+.
If a registered shareholder does not deposit a properly completed Letter of Transmittal and Election Form prior to the Election Deadline, or otherwise fails to comply with the requirements under the Arrangement and Letter of Transmittal and Election Form with respect to such election and deposit of their Dolly Varden Shares, such registered shareholder will receive, in respect of each such Dolly Varden Share for which no valid election was made, the consideration to which they are entitled in the form of Contango Shares.
About Dolly Varden Silver Corporation
Dolly Varden Silver Corporation is a mineral exploration company focused on advancing its 100% held Kitsault Valley Project (which combines the Dolly Varden Project and the Homestake Ridge Project) located in the Golden Triangle of British Columbia, Canada, 25kms by road to tide water. Including the Kitsault Valley Project, the Company has consolidated approximately 100,000Ha of prospective tenure in the Golden Triangle with five past-producing high-grade silver mines including the Dolly Varden, Torbrit, Porter Idaho, Mountain Boy and Esperanza historic mines. The 163 sq. km. Kitsault Valley Project hosts the high-grade silver and gold resources of Dolly Varden and Homestake Ridge along with the past producing Dolly Varden and Torbrit silver mines. It is considered to be prospective for hosting further precious metal deposits, being on the same structural and stratigraphic belts that host numerous other, on-trend, high-grade deposits, such as Eskay Creek and Brucejack. The Kitsault Valley Project also contains the Big Bulk property which is prospective for porphyry and skarn style copper and gold mineralization, similar to other such deposits in the region (Red Mountain, KSM, Red Chris).
For further information: Shawn Khunkhun, CEO & Director, 1-604-609-5137
IBF4
